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According to American Shipper, Targeting small shippers who don’t necessarily move a lot of freight, the new Website OneMorePallet.com is taking a Priceline approach to truck freight costs. The Website boasts a "name-your-price" payment option that then matches shippers with truckers who have available capacity and are looking for cargo. Company officials said the new Website ultimately saves shippers time usually spent on searching for carriers and will ultimately result in a monetary savings as well. Finally, the Web searches can supposedly match up shippers with prospective carriers in less than 10 seconds. Due to the arrangement between the Website and carriers, companies can only ship simple loads through the site. Loads that are hazardous, require refrigeration, or are not palletized are not allowed. Prospective shippers provide OneMorePallett with basic cargo details and the source and destination, agreeing the cargo will be ready to go when a match is made and the shipper will accept delivery in 14 days or less. Payment is made upfront with a credit card, with a “small” transaction fee going to OneMorePallet. “Our savvy trucking companies would rather ship your freight for a discount then ship air for no profit at all. OneMorePallet’s sophisticated shipping software aggregates empty truck space all over the country — you get great rates, and trucking companies increase their profits. It's a win-win,” according to the Website. Less-than-truckload carriers benefit from the service arrangement as well, as the Website pledges to easily fill excess capacity and find new customers without additional sales staff. According to OneMorePallet, the service only uses “top-of-the-line” freight carriers who are fully licensed by the U.S. Federal Motor Carrier Safety Administration. “Small shippers’ small volume prevents them from negotiating favorable shipping rates like the big boys. OneMorePallet.com levels the playing field," founder Bill Cunningham said in a statement. “Most small business shipping departments have little time to find qualified shippers, and negotiate low pricing. We have democratized the small business shipping community by creating name-your-price shipping."

Stich Labs, a San Francisco-based maker of a business and order management suite for product-based businesses, has raised $3.5 million in Series A funding. Costanoa Ventures led the round, and was joined by Greg Waldorf and return backer True Ventures. www.stitchlabs.com

"I came up with the idea because I was frustrated with existing self-storage solutions," Clutter founder CEO Brian Thomas tells Business Insider. "I found myself just letting things rot away."

What differentiates Clutter from other solutions, Thomas says, is that it owns the entire storage process. So instead of hiring third-party couriers or relying on a pre-existing storage company, Clutter takes full responsibility and control over every aspect of the process.

Clutter stores everything in a secure warehouse, which is monitored around the clock. It also does background checks on every potential courier, provides tamper-proof stickers to customers, and insures each box for up to $1,000.

For now, Clutter is only serving west Los Angeles, Venice, and Santa Monica. In the next couple of months, Clutter plans to launch on Android and add a web-based version. Once Clutter perfects its operations in Los Angeles, it plans to roll out to other cities.

Clutter has raised some money from friends and family, but wants to raise a $500,000 seed round soon.

According to The Boston Globe, Omer Dar and his team at SocialBox knew they had a great idea: a 21st century photo booth that lets users edit pictures and take video and doubles as a corporate marketing tool. But Dar feared the young company could not afford to protect its idea with a patent, until he discovered SmartUp, an online service that connects fledgling businesses to patent attorneys offering discounted legal advice.

“Finding out about this website basically saved us because it made [getting a patent] affordable,” said Dar, who cofounded SocialBox last year.

SmartUp is the brainchild of a UMass Amherst grad, Mikhail Avady, who said he observed a problem among his entrepreneurial friends: They were either breaking the bank by patenting their innovations with the aid of high-priced intellectual property law firms or winding up with less-than-airtight protections after using do-it-yourself online guides.

Avady designed SmartUp as a middle ground. A step-by-step questionnaire helps an entrepreneur generate a draft patent application, then a real attorney offers advice, usually by phone or e-mail. For $350, a SmartUp-affiliated lawyer makes suggestions about how to improve an application. For $600, the lawyer will make revisions, and for $900 will write the entire application, from start to finish.

Even at the highest level of service, that’s a steep discount. Avady said his research found legal fees of $2,500 to $5,000 to be common.

Though Avady has moved to Atlanta and based his company there, SmartUp is becoming a go-to partner for start-up incubators in Massachusetts, where Avady grew up.

The company signed an in-kind sponsorship agreement with MassChallenge in June and is working with Bolt, Future Boston, and Running Start.

“I went to every single accelerator and incubator I could in Boston — went to their events, spoke to their people to see if they would be interested in our service,” Avady said. “The response was amazing. They knew that their members had this need.”

For now, SmartUp has four attorneys on its roster: one in Boston, one in Silicon Valley, and two in Atlanta. They accept reduced fees, Avady explained, because “this is a step to start building a relationship with clients that are probably going to get a lot bigger soon. You know, Google was a start-up at one point.”

Here are sixteen soft (or not
so soft) terms for entrepreneurs to watch out for in term sheets form investors (In no particular
order):

1. BOD composition-- Generally, a five
person BOD, with two inside members, one investor and two outsiders is an
optimal one. Investors often want two seats, with one outsider, making
independence difficult. Keep to a two independent board member model.

2. Voting rights—you want all shares to
vote equally. Some investors insist on preferential voting, like 2 votes per
preferred share, or other like nonsense. One share; one vote is the rule.

4. Pro Rata Rights (aka Right of First Refusal)—gives
the investors a right to invest in future rounds at generally favorable terms.
Most times, VC’s don’t care unless the terms are overly generous (like 30+%
discounts to the new share price) and then they will make the founders eat the
difference out of their equity.

5. Sales Restrictions—prohibits sales of
common shares to outsiders. Generally a good idea as it allows you to control
who owns your company.

6. Debt Covenants—these clauses prohibit
you from borrowing money without shareholder approval. If you want a line of
credit, then you must get approval, for example. Not a terrible clause, but
avoid if possible.

7. Indemnification –all investors want to
see this clause as protection against lawsuits. Buy Directors and Officers
(D&O) insurance to protect board members and yourself.

8. Assignment—generally OK, but do not
accept any “assignment without transfer of the obligation” clauses slip in
here. This would allow a new entity who received the equity make up new rules
you need to abide to.

9. Co-Sale Agreements—try and keep this
clause under control, although VC’s generally will not negotiate this one. Set
a cap of say $500K on your sale rights without VC participation, rather than a
total exclusion. It will let you buy that Testerossa you dream of.

10. Anti-dilution—be sure and work with your
lawyer on crafting this one. There are many pitfalls and only experienced
professionals can figure them out.

11. Protective Provisions—another VC
protection clause that gives VC’s veto rights on certain company actions. It
will stay in the term sheet, but try and limit its reach to major
recapitalizations, not borrowing money to buy technology

12. Drag-Along—this is one of those good
guy/bad guy clauses that can help or hurt you. The hurt comes if it is easy for
investors to force a sale at a price that leaves you with nothing. It’s a clause that will stay; your best bet
is not to create the environment where it happens

13. Conversions—try and get an automatic conversion
clause, which has a number of negotiable terms, especially the threshold (most
likely IPO offering) at which the conversion takes place

14. IP & Inventions—the clause is fine
since it will force you to get all employees to sign an agreement to protect
proprietary information and intellectual property

15. IPO Share Purchases—this is a “friends
& family” purchase clause that allows early investors a chance to get extra
shares in an IPO at issue price. It’s a nice for early investors.

16. No-Shop Clause—avoid at all costs. The
clause says you cannot use the issued term sheet to shop for a better deal.
Perhaps the best you can do is to require that the clause expire when the VC in
question decides not to go ahead with the deal. Also, allowing acquisitions
during the term is important.

An interesting article by Brad Stone on July 10, 2013 in BusinessWeek.

Sequoia Capital partner Michael Moritz has a favorite disaster. Its name was Webvan, and it operated for less than two years during the dot-com bust and burned through $375 million from its initial public offering before going out of business in 2001. So Sequoia’s July 10 announcement that it’s investing $8 million in a San Francisco-based online grocery upstart, Instacart, rekindled some dormant traumas. “We had still been receiving outpatient therapy for our Webvan fiasco,” says Moritz, who’s joining the year-old company’s board. Still, with Instacart, he says, “There’s little danger of a relapse.”

In contrast to the high overhead of Webvan, which had its own refrigerated warehouses and a fleet of trucks, Instacart is built on a crowdsourcing model. Its 10 full-time employees, mostly engineers, work from a small office in San Francisco’s South Park neighborhood. Its app sends customer orders to about 200 independent Bay Area personal shoppers, who receive commissions based on the number of items and orders they deliver in their own vehicles. The app features detailed maps of local supermarkets and can direct the personal shoppers to specific aisles. Founder Apoorva Mehta says Instacart’s “secret sauce” is its fulfillment software, which allows the online retailer to combine orders placed at different times and fill them from different stores—supplementing frozen food from Trader Joe’s with fresh fruit from Whole Foods (WFM) and cereal from Costco (COST). Customers assemble their orders with lengthy drop-down menus on Instacart’s website or app.

That’s an advantage Instacart will need as it tries to use its new funding to expand to 10 U.S. cities by the end of next year. Peapod, FreshDirect, and supermarket chain Safeway (SWY) are well established in what could be a big part of the $600 billion U.S. grocery business, and the field is about to get crowded. Amazon.com (AMZN) is expanding its AmazonFresh service to Los Angeles and San Francisco and is crafting a national rollout, say three people familiar with its plans who aren’t authorized to discuss them publicly. Wal-Mart Stores (WMT) is testing a delivery service in the San Jose and San Francisco metro areas.

Instacart’s Mehta says he can expand quickly to other cities because he doesn’t have to build infrastructure. The 26-year-old Toronto-born engineer spent two and a half years working in Amazon’s supply-chain division and witnessed the challenges of storing and shipping perishables. “How you keep tomatoes at the right temperature and prevent them from spoiling is actually a very difficult problem,” says Mehta. “The mechanics of perishable inventory are very different from delivering televisions.”

It’s difficult to find dependable shopping couriers who can master Instacart’s app and also reliably pick the ripest avocado or the milk carton least likely to spoil. Customers will pay a premium for that kind of service, says Linda Collins, who complements her day job as a cashier at Trader Joe’s by working about 30 hours a week for Instacart, stuffing grocery bags into the back of her red Mini Cooper. “People are very generous. They all seem to love the service,” says Collins, adding that Instacart delivers her more than $500 a week in commission and tips.

While some stores that Instacart shoppers frequent have competing online services, grocery operators should welcome the business, says Bill Bishop, an analyst at research firm Brick Meets Click. “Everybody is fighting tooth and nail to get sales today, so any source of incremental business to them is a plus, and they don’t have to pay markdown dollars or cut their prices to get it,” he says.

Instacart’s greatest challenge may be the very crowdsourcing model that limits its expenses and risk. The company will have to ensure quality customer service even though it can’t completely control factors such as the reliability of its contractors or the freshness of its food. Eventually it’ll also have to match prices with expert cost-cutters such as Amazon and Wal-Mart. Moritz says the business opportunity is big enough for more than a couple of players. “The one thing that we got extremely right about the Webvan investment was that there would be huge consumer demand for home delivery of groceries,” he says. “It’s just taken time for technology to finally catch up.”